Pre-Effective Amendment No. __ | [ ] | |
Post-Effective Amendment No. 1 | [X] | |
| (Check appropriate box or boxes) |
| Douglas P. Dick |
| Stephen T. Cohen |
| Dechert LLP |
| 1900 K Street NW |
| Washington, DC 20006 |
Exhibit No. | Exhibit |
(1)(a) (1)(b) | Certificate of Trust was previously filed with the Registrant’s Initial Registration Statement on Form N-1A on July 15, 2014 and is incorporated herein by reference. Declaration of Trust dated June 20, 2014 was previously filed with the Registrant’s Initial Registration Statement on Form N-1A on July 15, 2014 and is incorporated herein by reference. |
| (2) | By-Laws were previously filed with the Registrant’s Initial Registration Statement on Form N-1A on July 15, 2014 and are incorporated herein by reference. |
| (3) | Not Applicable. |
| (4) | Form of Agreement and Plan of Reorganization was previously filed with Pre-Effective Amendment No. 1 to the Registrant’s Registration Statement on Form N-14 filed on March 28, 2016, and is incorporated herein by reference. |
| (5) | Instruments Defining Rights of Security Holders are incorporated by reference to the Registrant’s Declaration of Trust and the Registrant’s By-laws. |
| (6)(a) | Investment Advisory Agreement between the Registrant and Angel Oak Capital Advisors, LLC was previously filed with Pre-Effective Amendment No. 1 to the Registrant’s Registration Statement on Form N-1A on October 27, 2014 and is incorporated herein by reference. |
| (6)(b) | Amended Schedule A dated January 13, 2016 to the Investment Advisory Agreement was previously filed with Pre-Effective Amendment No. 1 to the Registrant’s Registration Statement on Form N-14 filed on March 28, 2016, and is incorporated herein by reference. |
| (7)(a) | Distribution Agreement between the Registrant and Quasar Distributors, LLC was previously filed with Pre-Effective Amendment No. 1 to the Registrant’s Registration Statement on Form N-1A on October 27, 2014 and is incorporated herein by reference. |
| (7)(b) | Amendment dated January 13, 2016 to the Distribution Agreement was previously filed with Pre-Effective Amendment No. 1 to the Registrant’s Registration Statement on Form N-14 filed on March 28, 2016, and is incorporated herein by reference. |
| (8) | Not Applicable. |
| (9)(a) | Custody Agreement between the Registrant and U.S. Bank National Association was previously filed with Pre-Effective Amendment No. 1 to the Registrant’s Registration Statement on Form N‑1A on October 27, 2014 and is incorporated herein by reference. |
| (9)(b) | Amendment dated January 13, 2016 to the Custody Agreement was previously filed with Pre-Effective Amendment No. 1 to the Registrant’s Registration Statement on Form N-14 filed on March 28, 2016, and is incorporated herein by reference. |
| (10)(a) | Amended & Restated Distribution and Shareholder Servicing Plan (12b-1 Plan) was previously filed with Post-Effective Amendment No. 10 to the Registrant’s Registration Statement on August 3, 2015 and is incorporated herein by reference. |
| (10)(b) | Amended & Restated Rule 18f-3 Multiple Class Plan was previously filed with Post-Effective Amendment No. 10 to the Registrant’s Registration Statement on Form N‑1A on August 3, 2015 and is incorporated herein by reference. |
| (11) | Legal Opinion. Opinion and Consent of Counsel of Dechert LLP regarding the legality of securities being was previously filed with the Registrant’s Registration Statement on Form N-14 on February 19, 2016 and is incorporated herein by reference. |
| (12) | Opinion of Dechert LLP regarding certain tax matters – filed herewith. |
| (13)(a)(i) | Fund Administration Servicing Agreement between the Registrant and U.S. Bancorp Fund Services, LLC was previously filed with Pre-Effective Amendment No. 1 to the Registrant’s Registration Statement on Form N-1A on October 27, 2014 and is incorporated herein by reference. |
| (13)(a)(ii) | Amendment dated January 13, 2016 to the Fund Administration Servicing Agreement was previously filed with Pre-Effective Amendment No. 1 to the Registrant’s Registration Statement on Form N-14 filed on March 28, 2016, and is incorporated herein by reference. |
| (13)(b)(i) | Transfer Agent Servicing Agreement between the Registrant and U.S. Bancorp Fund Services, LLC was previously filed with Pre-Effective Amendment No. 1 to the Registrant’s Registration Statement on Form N-1A on October 27, 2014 and is incorporated herein by reference. |
| (13)(b)(ii) | Amendment dated January 13, 2016 to the Transfer Agent Servicing Agreement was previously filed with Pre-Effective Amendment No. 1 to the Registrant’s Registration Statement on Form N-14 filed on March 28, 2016, and is incorporated herein by reference. |
| (13)(c)(i) | Fund Accounting Servicing Agreement between the Registrant and U.S. Bancorp Fund Services, LLC was previously filed with Pre-Effective Amendment No. 1 to the Registrant’s Registration Statement on Form N-1A on October 27, 2014 and is incorporated herein by reference. |
| (13)(c)(ii) | Amendment dated January 13, 2016 to the Fund Accounting Servicing Agreement was previously filed with Pre-Effective Amendment No. 1 to the Registrant’s Registration Statement on Form N-14 filed on March 28, 2016, and is incorporated herein by reference. |
| (13)(d) | Expense Limitation Agreement dated January 13, 2016 between the Registrant and Angel Oak Capital Advisors, LLC was previously filed with Pre-Effective Amendment No. 1 to the Registrant’s Registration Statement on Form N-14 filed on March 28, 2016, and is incorporated herein by reference. |
| (14)(a) | Consent of Acquiring Fund’s Independent Registered Public Accounting Firm Cohen Fund Audit Services, Ltd. was previously filed with Pre-Effective Amendment No. 1 to the Registrant’s Registration Statement on Form N-14 filed on March 28, 2016, and is incorporated herein by reference. |
| (14)(b) | Consent of Rainier Fund’s Independent Registered Public Accounting Firm Deloitte & Touche LLP was previously filed with Pre-Effective Amendment No. 1 to the Registrant’s Registration Statement on Form N-14 filed on March 28, 2016, and is incorporated herein by reference. |
| (15) | Not Applicable. |
| (16)(a) | Powers of Attorney dated January 13, 2016 were previously filed with the Registrant’s Registration Statement on Form N-14 on February 19, 2016 and are incorporated herein by reference. |
| (17)(a) | The Annual Report to Shareholders of the Rainier High Yield Fund for the Fiscal Year Ended March 31, 2015 was previously filed by Rainier Investment Management Mutual Funds (File No. 811 08270) on Form N‑CSR with the SEC on June 4, 2015, and is incorporated by reference. |
| (17)(b) | The Semi-Annual Report to Shareholders of the Rainier High Yield Fund for the Fiscal Period Ended September 30, 2015 was previously filed by Rainier Investment Management Mutual Funds (File No. 811-08270) on Form N-CSR with the SEC on December 1, 2015, and is incorporated by reference. |
| (17)(c) | Prospectus and Statement of Additional Information of the Rainier High Yield Fund dated July 31, 2015 was previously filed with Post-Effective Amendment No. 53 to the Rainier Trust’s Registration Statement on Form N‑1A (File Nos. 033‑73792 and 811-08270) on June 4, 2015 and is incorporated by reference. |
| (1) | The undersigned Registrant agrees that prior to any public reoffering of the securities registered through use of a prospectus which is part of this Registration Statement by any person or party who is deemed to be an underwriter within the meaning of Rule 145(c) of the Securities Act of 1933, as amended, the reoffering prospectus will contain the information called for by the applicable registration form for reofferings by persons who may be deemed underwriters, in addition to the information called for by other items of the applicable form. |
| (2) | The undersigned Registrant agrees that every prospectus that is filed under paragraph (1) above will be filed as part of an amendment to the Registration Statement and will not be used until the amendment is effective, and that, in determining any liability under the Securities Act of 1933, as amended, each post-effective amendment shall be deemed to be a new registration statement for the securities offered therein, and the offering of securities at that time shall be deemed to be the initial bona fide offering of them. |
Angel Oak Funds Trust By: /s/ Dory S. Black Dory S. Black President |
Signature | Title |
/s/ Alvin R. Albe, Jr.* | Trustee |
| Alvin R. Albe, Jr. | |
/s/ Ira P. Cohen* | Trustee |
| Ira P. Cohen | |
/s/ Keith M. Schappert* | Trustee |
| Keith M. Schappert | |
/s/ Sreeniwas V. Prabhu* | Trustee |
| Sreeniwas V. Prabhu | |
/s/ Dory S. Black | President |
| Dory S. Black | |
/s/ Daniel Fazioli | Treasurer |
| Daniel Fazioli |
Exhibit Number | Description | |
| (12) | Opinion of Dechert LLP regarding certain tax matters | |
